DECISION OF THE “EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS” (‘EGM”)
PT BANK WINDU KENTJANA INTERNATIONAL Tbk.
THE “EGM” PT Bank Windu Kentjana International Tbk, which was held on Friday, dated May 22, 2015, has decided to give approval:
1. To change, add and restate the entire Articles of Association of the Company to conform with Financial Services Authority Regulation No. 32 /POJK.04/2014 on the "Plan and Implementation of the General Meeting of Shareholders of Public Company" ("POJK 32") and the Financial Services Authority Regulation No. 33 / POJK.04 / 2014 on the "Board of Directors and Board of Commissioners of Public Listed Company" ("POJK 33").
2. To give the authorization to the Board of Directors with the right of substitution to perform all necessary actions associated with changes in the Articles of Association of the Company, including but not limited to create, execute and deliver all documents, and to declare the decision of this Meeting in a separate Deed before Notary and take care of ratification, notification and registration to the Authority.
DECISION OF THE “ANNUAL GENERAL MEETING OF SHAREHOLDERS” (“AGM”)
PT BANK WINDU KENTJANA INTERNATIONAL Tbk.
The “AGM” PT Bank Windu Kentjana International Tbk, which was held on Friday, dated May 22, 2015, has decided the following matters:
1. To accept and approve the Company's Annual Report, including Supervisory Report of the Board of Commissioners in regard to the course of the fiscal year 2014 and Approval of the Annual Financial Report for the fiscal year 2014 have been audited by a public accountant "Purwanto, Suherman & Surja" and provide settlement and disclaimer (acquit et de charge) for the members of the Board of Directors and members of the Board of Commissioners for the actions of management and supervision during the financial year 2014, all the action is apparently in the Financial Statements for the fiscal year 2014.
2. To approve the determination of the net profit of the fiscal year 2014 amounting to Rp 52.875.380.649, - (Fifty-two billion, eight hundred and seventy-five million, three hundred eighty thousand six hundred forty-nine rupiah) as follows:
(I) Rp 500.000.000, - (five hundred million rupiah) is used as the Mandatory Reserves to conform with Article 70 of Law on Limited Companies No. 40 of 2007.
(II) The remaining Rp 52,375,380,649, - (Fifty-two billion, three hundred and seventy-five million three hundred eighty thousand six hundred forty-nine dollars) is used as retained earnings in order to strengthen the capital structure.
3. To approve the authorization to Majority / Main Shareholder for determining the salaries, allowances and bonuses for members of the Board of Commissioners.
4. To approve the authorization to Majority / Main Shareholder for determining the salaries, allowances and bonuses for members of the Board of Commissioners.
5. To approve the authorization to the Board of Commissioners upon the recommendation from Audit Committee to appoint a public accounting firm to audit the financial statements for the fiscal year 2015, and to determine the amount of honorarium and other requirements of the Public Accountant designation.
6. To approve the authorization to the Board of Directors and / or the Corporate Secretary, either jointly or individually to declare all decisions on the agenda of the Annual General Meeting in a separate notarized deed, regarding all decisions of the Meeting, make and sign all letters and / or certificates required , pleading approval and / or report it to the competent agency on the basis of changes in the Company's article of association to relevant authorities, make changes and / or additions required in order the report be accepted and subsequently take whatever actions considered necessary and useful to the implementation of the above decision of the Meeting.
Jakarta, 25 May 2015
PT. Bank Windu Kentjana International Tbk
Board of Directors
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